The Spectacular Spiderman, Season 3, Episode 6
by Europiam
Summary: Whisper is still missing, And Spiderman has yet to find him. However, the rise of a new villain and a new ally mean things are to change rapidly in New York City. Please Review!


**The Spectacular Spiderman, Season 3, Episode 6**

**Quis custodiet ipsos custodes?**

* * *

_This episode directly follows the events of Episode 5, in which we saw the team split by Whisper's actions, culminating in Whisper's disappearance. _

* * *

Black Cat was not having a good day. Firstly, she was captured by a kid. A _kid. _Not just a kid, one dressed in blue and yellow spandex. Then, the both of them had been captured, and taken to some... facility, somewhere, and now she was locked in a plastic bubble.

Black Cat sighed irritably to herself, and rested her chin on her knees.

"_Noo," _she said inwardly, _"Not a good day." _

The room had been mainly silent before, the only sound that disturbed the air had been the subtle hum of the computers. Now, the door opposite had slid open with a hydraulic hiss. Two men had come in, hauling a figure between them. The figure's head hung low, and their feet dragged limply behind them. Black Cat leant forward, onto all-fours, and peered through the surface of the bubble, trying to see who the men had brought in. The opened one of of the empty bubble opposite her, and flung the body in. They thudded against the back wall, and slid down, before they climbed onto all fours. The men laughed and turned away sealing the bubble behind them. Black Cat's eyes widened as she finally saw who had been captured.

Whisper was crouched inside the bubble, his head low, as he shook himself. He looked up, saw Black Cat, and his eyes narrowed. She shook her head, and playfully blew him a kiss. Whisper ignored her, and was already examining the room. He spotted something in the corner and he cocked his head to one side. Black Cat followed his gaze, and groaned.

The girl who had originally captured her was in a bubble, a few metres away. She caught Black Cat's eye, and glared at her. Black Cat looked haughtily back. Just then, there was a loud hiss, and several large plates slid down over the doors, and the lights were dimmed. The bubbles unsealed and opened. All exited cautiously, ready for a trap. But none came. Black Cat turned to look back at Whisper, but he was gone. Then he was back, and had her by the throat. He pushed her back, until she hit the back wall.

"What's going on?" He snarled, "Why are you here? How are you involved?"

"Listen, honey," She gasped, "If I knew, I'd say."

He dropped her, and she dropped to all-fours, clutching her neck.

"Talk about tough love," she said breathlessly.

"Sorry," Whisper muttered, "I didn't mean... Sorry."

Black Cat gave him a bemused look from the floor.

"Is that a chink in the cold armour?" She asked, but Whisper had already turned away, "Evidently not."

The girl, in the blue and yellow costume had stepped up and was watching the proceedings with a faint interest.

"Who are you?" Whisper snapped.

"Why should I tell you?" She shot back.

Whisper stepped forward and looked down at her. She stared coldly back.

"You want to get out of here?" Whisper said, "Then I have to know I can trust you, at least for now."

"And if I don't?" The girl asked.

Whisper leant down so he was at her eye level, "Then I leave you here, doesn't matter to me if you could die or not."

The girl's eyes widened in shock for a second, and she took a step back. Black Cat came up behind Whisper, and draped her arms over his shoulders, and spoke to the girl.

"Don't mind Mr. Mystery here, he's always like this," Black Cat purred affectionately, "It's what I like about him."

"I'm Black Cat," she continued, "He," indicating Whisper, "Is called Whisper."

The girl sighed, then spoke.

"Right, I'm Hazardous Dreamer," She said, then she turned to Whisper, "Trust me now?"

"No," Whisper said shortly, before he turned and walked away, "But, I will help to get you out."

Hazardous Dreamer turned to Black Cat.

"Is he always like that?" She whispered.

"Yep," Black Cat replied, then she gave Hazardous Dreamer a playful grin, "But then again, he could just be playing hard to get."

At that moment, one of the screens flickered on, and a shadowy figure appeared on screen.

"Now, I imagine you are wondering why you are all here," The figure said.

"You'd be right," Whisper growled.

"Aah, Whisper," the figure said, "Far less subtle than your name implies, but a magnificent specimen none the less."

Whisper stepped closer to the screen.

"You never answered the question," he said dangerously.

The figure sighed theatrically.

"I see that you are not to be distracted. Very well, You, all of you, present a threat to my work. Whisper, your determination, and questionable methods, mean you would find out about my operations very quickly. Hazardous Dreamer, you, as a very powerful mutant, present the biggest threat of all. You would be capable of destroying this entire facility if the opportunity arose."

Whisper looked over at Hazardous Dreamer, "A mutant?"

"You have a problem?" She said defiantly.

"No, you could be of more used than I first thought," Whisper said thoughtfully, then he turned back to the screen.

"So you see, it is nothing personal, it's just business."

"Wait," Black Cat said, "What about me?"

"Aaahh, you are a different case," the figure said, "I feel, you, and your talents, could be highly beneficial to this operation. I have come, essentially, to offer you a job."

Whisper looked at Black Cat, and she looked back at him. She looked a little sad, Whisper thought.

"I-I don't know..." She said uncertainly.

"I'll need your answer quickly," the figure said in a low, sinister voice.

Black Cat exhaled slowly, then spoke heavily.

"I've made my decision."

…

Peter Parker re-entered the school gates dejectedly. Jason was missing, and had been since the morning. Even after what he had done, Jason was still one of Peter's closet friends, and Peter never abandoned his friends.

"Parker!" Peter lifted his head, and groaned.

The headteacher was standing by the front doors, and he was not at all happy.

"What time do you call this?" he yelled.

Peter shrugged. "School time?" he said hopefully.

"I'll tell you, it's nearly two 'o' clock in the afternoon!" The head blustered, "You've been late before but this is ridiculous!"

"Um, no sir," Peter said, "Jason was called back to work on something urgent, and he needed my help."

"A likely story, where is Braken now?"

"Still at Stark Industries sir."

"Right," The head scowled, "I'll have a word with him later, right now, you need to get to class, you'll also be in detention tonight."

"Wha- but sir!"

The head silenced Peter with a sharp glare, and Peter miserably followed him inside.

He entered the biology classroom, where Mr. Warren was teaching a thoroughly bored looking class.

"Ahh, Mr Parker," Warren said with a small smile, "So nice of you to eventually join us."

Flash and his group of cronies jeered as Peter walked to his seat. He ignored them, like he always did, and sat down. Mr. Warren had turned back to the blackboard, and had continued writing. Normally, Peter would be fully concentrating on what Warren was saying, yet today, his voice seemed distant, or out of focus, like a radio that isn't tuned properly.

"Mr. Parker!"

This sound broke Peter's revelry, and he looked up, startled.

"Yes? What?"

"I asked you a question Peter," Warren said disapprovingly.

"Did you? Sorry sir..." Peter said.

"Just focus next time boy," Mr Warren said, "Now, can any one else answer the question?"

Peter mentally shook himself, he had to get through the day, or what was left of it, and, unfortunately, Whisper would have to wait.

…

Hazardous Dreamer was angrily pacing the sealed room.

"That two faced, sneaky... Argh!" She said furiously. Whisper was leaning against the wall, his arms folded.

"She _is _a thief," Whisper reasoned, "What did you expect her to do?"

"I don't know," Hazardous Dreamer said exasperatedly, "Why are you defending her anyway?"

"Who says I am?"

She stopped and looked hostilely at Whisper.

"What is your problem?"

"My problem?"

"Yes," Dreamer said, her eyes narrowing, "You do have a problem. I've done nothing, yet you don't like me, you don't trust me. And whether you like it or not, we're stuck here together, for now."

Whisper said nothing, he just stared back at her steadily.

"Come on then," Dreamer sneered, "Tell me I'm wrong! Or are you too worried about your little thief girlfriend upstairs."

Hazardous Dreamer barely saw what happened next. She then came to register that he was on the floor, and that Whisper had her pinned. His face was very close to hers, and through the blood-red lenses, she could just see his eyes, wide, and furious.

"You nothing about me, I've seen things that would drive you mad," He hissed, "And do you know what kept me sane, what kept me _alive_? The fact I trust no-one, especially not a kid, a kid I know nothing about. So shut your mouth!"

Then he was gone, back in the shadows, the light just reflecting off his lenses.

She got shakily to her feet, and took a few deep breaths.

"We need a plan," Whisper's voice said from the darkness.

Hazardous Dreamer nodded, and thought for a second.

"How about," She said slowly, "When they come to feed us, we knock out the guard and escape."

Whisper laughed coldly.

"Well done," he said sarcastically, "You've come up with the most clichéd plan in history. If I had a week I couldn't list all the problems with that plan, the least of them being that you are assuming they'll feed us at all. We're here to die, how cares if it's by starvation."

"At least I'm trying," Dreamer snapped.

"I suppose," Whisper admitted. There was a few moments silence, then Whisper spoke.

"There's someone coming."

"You'd better have a plan," Dreamer said.

Whisper stepped toward her, and activated the chameleon circuit in his costume. Despite herself, Dreamer was intrigued, and watched the suit glow dully, and seem to blur as it morphed.

"You _do _have a plan," she said with a small smile.

Then her eyes widened as the suit finished changing, and a familiar, dreadful, blood red figure stood in front of her.

"Yes," Carnage said, "I believe I do."

…

Hazardous Dreamer was crouched in the shadows, completely hidden at the back of the room.

She had to, begrudgingly, admit that it was a far better plan than hers. But that didn't mean she liked him, oh no.

She watched as the door slid back, and the figures entered.

…

Whisper, disguised as Carnage, was standing next to the door as it slid open with a hiss, and clunk of moving metal. Despite himself, he grinned, this was going to be easy.

There wasn't one person, there were several. Obviously their captor was taking no chances. A small group of people entered, all were armed, even the one carrying the meagre tray of food.

"Alright, come on, dinnertime."

Whisper made his move. He began to run, staying hidden in the shadows, deliberately making a little noise every now and again, moving erratically so he couldn't be tracked.

The men were obviously a little spooked, they began to spread out, their weapons primed. The man who had carried in the tray drew his pistol.

"Come on out you freaks, stand in front of me, hands on your head."

"What did you call us?" Whisper hissed. The men all started, and their hold on their guns tightened.

"You're not scaring us..." The man shouted, his voice shaking ever so slightly.

"Oh, we'll have to try harder then," Whisper said from the darkness.

There was a yelp, as one of the men disappeared.

The rest of the men whipped round, all facing the source of the noise.

"Hit the lights!" A shout came from one of the men.

"Oh no," Whisper rasped, "That seems like a bad plan. Then you could see what you fear."

"Don't listen, just do it soldier!"

The lights snapped on, one by one, and the room was thrown into the light.

Dreamer was still hidden, but she could see what was going on. She had to admit that Whisper put on a good act, he was _very _creepy. But it was almost _too _good, he seemed to know Carnage too well. And it scared her a little.

...

Whisper smiled grimly as the lights came on. Finally the whole room was illuminated, and Whisper stood in full view.

The colour had drained from all the men's faces and their guns visibly shook.

"We said it was a bad idea," Whisper hissed, so low it was barely audible. Several of the men dropped their weapons, and turned to run. It was then that Whisper struck. He leapt at the men, and threw them to the ground.

"Now now boys," he grinned, "We don't want you leaving, we want you all together to enjoy this."

He slammed their heads into the ground, then rolled sideways, and grabbed the barrel of one of the men's guns. He pulled it out the man's hands, and clubbed him with it, and the man twisted away and fell. Whisper swivelled, aimed, and shot a short burst past another man's head.

The man ducked, and Whisper dived forward, grabbed him, and threw him bodily across the room. Finally, only the man who had brought in the food tray remained, and he stood shaking, he couldn't even raise his gun he was trembling so much.

…

The man watched as his squad was easily dispatched. Fear rose, as he saw Carnage turn towards him.

"How do we get out?" he hissed.

The man couldn't talk, he felt as if his heart were trying to escape through his ribs.

"We won't ask again."

The man was breathing hard and fast, he was gasping for air.

"Oh, Cat got your tongue?" Carnage said with pure malice. Then he grabbed the man and pushed him to the floor. Carnage straddled him, and flexed his long, clawed fingers.

"How about we help your words come out?"

Then he reached inside the man's mouth, and grabbed the man's tongue, and pulled. The man shrieked in pain, and writhed.

"Are you going to tell us now?"

The man nodded furiously, pain and fear filling his wide, horrified eyes. Carnage released his tongue, and the man retched, gasping for air. The n he spoke, in a torrent of terrified words, as they raced each other to be heard.

Carnage's eyes gleamed as the man spoke, and his grin widened.

"Perfect."

Then he picked up the man, and threw him backwards, where he slammed into the wall behind, and slid down. He didn't move.

"You can come out now."

Dreamer clambered to her feet, and Whisper removed his disguise. She saw his suit return to normal, as she jumped down from her hiding place.

"I could have helped, you know," she said.

"Can you disguise yourself? Do they fear you? No, so just do what I tell you."

Dreamer glared at his back, as he walked towards the open door. She followed, and she trotted behind him, careful not to step on his cape as it dragged on the floor behind him.

"How do we get out then?" She asked eventually.

Whisper relayed what he had been told.

Dreamer nodded, and fell silent. They continued to walk, then Whisper froze.

"What?"

"Someone's, no, a lot of people are coming. Dammit! One of the guards in the cell must have set off a silent alarm," He turned to Dreamer, "You ready to fight your way out?"

"Always ready for a fight," She said with a small, grim smile.

Then the guards rounded the corner.

"Come on boys," Dreamer called, "Let's dance!"

The fight was fast and brutal. Whisper and Dreamer impacted into the line of guards like a runaway train.

There was gunfire, as some of the guards recovered, aimed, and fired. Bullets ripped through the air, and Whisper dived to one side, tackling Dreamer to the floor. She managed to catch the kinetic energy of one of the bullets, and flung it back. The small ball of yellowish energy slammed into two of the guards, and they were tossed aside.

That's when it happened. Neither Whisper, nor Dreamer had noticed one if the guards creep behind them. He took aim, and fired. Whisper heard the shot and dived aside, but the bullet tore into his leg. He cried out as blood ran. The guard was on him instantly, slamming a small device onto his back. Thin steel wires sprang out, and bound Whisper's arms, strapping them to his sides. The guard pressed a button, and an electric charge shot through the wires, and Whisper screamed.

Dreamer turned, as did several of the guards.

"Dreamer, _GO_!" Whisper yelled.

"But-"

"JUST GO!"

She turned, and piled into the remaining guards, they crumpled and she ran. One of the guards aimed at her retreating back, but a hand was laid on the barrel.

"Let her go, we have the vigilante."

The guard nodded and lowered his gun. He turned back to Whisper with a disparaging sneer.

Whisper glared back with cold fury.

"Come on, let's get the freak back to Kingpin."

…

Spiderman perched atop the Chrysler building spire.

"I can't let Jason down," he thought aloud, "Despite his faults, he's a friend, and he needs me. If only I knew where to look!"

The communicator on his wrist beeped, and Spiderman started.

"Wait, maybe..."

he checked it, flicking the screen on.

"No, it's not him, just an alarm." Spiderman sighed. This what not what he needed right now. But, he had a responsibility to this city. He leapt off the spire, and free fell for a moment, his arms spread, before he shot out a web, and swung away.

…

Dreamer climbed out the sewer, taking great care not to think about what she had just walked through, and in. A horn, a squeal of tires, and a torrent of foul language pierced her ears as a taxi swerved to avoid her.

"Hello to you too," She muttered.

She looked around, and saw people stopping to look up in the sky, they pointed, clapped, and cheered. She looked up too, just in time to see a familiar red-and-blue figure sailing through the skies. She broke into her first real smile, and set off after him.

…

The Rhino crashed out the bank glass doors, several sacks of money strapped to his waist.

He glanced round, before flashing an ugly grin.

"O'Hirn?" A voice called.

"Not you," Rhino groaned.

"It _is _you!" Spiderman grinned, "I haven't seen you for months."

"Yeah, that's right," Rhino growled, "An' I ain't missed ya."

"Aww don't be like that," Spiderman said, as he swung down, landing on Rhino's shoulder, "We should get a picture of this!"

He pulled out his camera, held it at arm's length, and snapped a quick picture.

Rhino swung a huge fist at Spiderman, who stepped lightly aside, hanging onto Rhino's broad back.

"Oh, this is beautiful," he grinned, "You didn't happen to nab a few frames did you? I just need this on my wall."

Rhino grabbed Spiderman's costume, and flung him against the opposite wall. Spiderman quickly recovered.

"Is this really how you treat one of your oldest buddies?" Spiderman chided.

"You ain't my buddy!" Rhino bellowed, "You been nothin' but trouble to me!"

"Aww, O'Hirn, you shouldn't say these things!"

With a roar, Rhino lowered his head, and charged.

Spiderman easily dodged, and grabbed onto the Rhino's horn, so that he sat on Rhino's head.

"Look at me, I'm top of the world!"

Rhino furiously shook his head, and Spiderman leapt off, sticking to the ceiling.

"What's the matter? Bothered by flies?"

Rhino threw a clumsy punch, which Spiderman dodged again.

"Really Alex?" Spiderman said disapprovingly, "I could've sat here and made a picnic by the time that punch hit."

"You," Rhino growled, "You are really getting to me!"

"I do hope I am," Spiderman replied.

Rhino lunged, his arms intending to grab and crush Spiderman.

Spiderman nonchalantly checked his hands, and adjusted his costume, before he stepped to the side, and used the Rhino's momentum to propel him into a wall. There was a crash, and Rhino picked himself up heavily, snarling.

"I'm gonna crush ya, ya puny little bug," he roared.

"Seriously, why do all criminals think Spiders are bugs?" Spiderman said indignantly, while he sidestepped Rhino's next charge, "They're _arachnids! _Does that suit stop that penetrating your thick skull?"

"Yeah," Rhino growled, slapping his chest with a huge fist, "I am inpem-, impep, real tough, nothing gets through this."

Spiderman sighed, "You so got the wrong end of the stick."

Rhino reared forward, and Spiderman braced, ready to attack, but someone dived in from the side, their foot slamming into the Rhino's chest. Rhino stumbled back, but then he recovered, grabbed the figure, and threw them at Spiderman. Spiderman caught them.

"Rosie?" he gasped.

"Hello Spider," She grinned.

"We'll have a real reunion later, right now, we got trouble."

Rhino and got back up, and Spiderman set Rosie down, and they both faced Rhino.

"Come on big guy," Spiderman called, "We aren't done yet!"

"Oh, I ain't even got started web-head."

He lowered his head, and powered towards the pair. Spiderman vaulted up, back onto Rhino's back, whilst Dreamer evaded with equal ease.

"Again with the charging!" Spiderman said irritably, "Even after all the trouble I go to to keep this interesting."

He webbed a nearby manhole cover, and pulled it toward him. He clubbed Rhino round the head with it.

"Oooo, what a swell noise," Spiderman grinned, "You could be a musical instrument Alex."

He beat the back of Rhino's head again, and cocked his head to one side disappointed.

"See, it wasn't too good that time," he shrugged, "Meh, ah well."

He slammed the cover onto the Rhino's horn, and pushed down, so that it was rammed onto the weapon.

Spiderman flipped off the Rhino's back, and landed behind him. Dreamer ran, and slid to the floor, between Rhino's legs. She grabbed his feet as she slid under him, so that they were pulled from underneath him. Rhino overbalanced, and slammed into the floor.

"KO!" Spiderman whooped, "Well, you know, almost."

He webbed a nearby power line, and grabbed the web.

"Sorry kids, some of you now may miss me kicking this guy's ass. I'll give you the ending now; I win." He winked at a nearby CCTV camera, and tugged the power line down. It arced through the air, and came to rest on Rhino's back. Thousands upon thousands of high voltage electricity surged through the Rhino's huge frame. He bucked and convulsed, yelling in pain, before he lay still, his eyes closed. Spiderman yanked the wire of him, before he covered the ending in a thick layer of webbing.

He turned to Dreamer, "Told you I'd win."

She grinned, "I missed you Spider."

He offered her a hand, "Shall we have our proper reunion now?"

She took his hand, and placed an arm around his neck, "I think we should."

Spiderman shot a web to the roof of a nearby building, and they swung up to it. When they landed, Dreamer pulled Spiderman into a tight hug.

"Woah, what's this?"Spiderman asked, smiling.

"I did say I missed you, not too much though," She said playfully.

"How did you get here?"

"Xavier let me come home, and when I got here, I met a thief," She paused, releasing her arms from Spiderman's neck, "Well, not met, apprehended." She laughed.

"Who was the thief?" Spiderman enquired.

Dreamer shrugged, "Some woman, white hair, black costume."

"Black Cat," Spiderman muttered.

"You know her?" Dreamer said.

"Yeah," Spiderman replied, "We were kind of a thing, couple of months back."

"Oh," Dreamer said, and she took a step away. Spiderman didn't seem to notice.

"We aren't any more though," He said with a rueful smile, "She kinda hates me. Anyway, what happened next?"

"No idea," Dreamer shrugged, "Next thing I know, was I was captured in a weird cage thing, with the Cat lady. Then some other guy got dragged in."

Spiderman suddenly stiffened, he grabbed her shoulders, a sudden urgency in her voice.

"Who was it?"

"Um-"

"Did he have a hood, long cape, dressed in all-black?" Spiderman demanded.

"Um, yeah. Why's this so important? He's a jerk."

Spiderman sat down on the edge of the roof. The sun was beginning to set, throwing blood red tendrils of light out against the dark sky, unpleasantly reminding Spiderman of Carnage.

"He's one of my best friends, my partner, he's been missing for a little while."

"Oh," Dreamer sat down next to him, and put her arm around his shoulders.

"Do you know where you were held captive?" Spiderman asked.

"No, I'm sorry."

"Wait," Spiderman frowned, "Why are you here? Why isn't he here too?"

Dreamer bit her lip, "We managed to get out the cell, but we got into a fight with more guards, Whisper got shot in the leg and the guards got him, but he told me to get out. I don't know why, it was obvious he didn't like me..."

Spiderman gave a cold laugh, "Whisper doesn't like anyone. But he's a good guy, really."

"So what do we do?" Dreamer asked.

"I don't know," Spiderman said heavily, as he straightened, "We keep looking, I guess."

"I was hoping we could spend a little time together," Dreamer said, sounding a little disappointed.

"I can't, not while Whisper's still missing," he looked down at Dreamer, "We'll have plenty of time to talk later, but right now, Whisper needs to be found."

…

Whisper was being marched down a metal corridor. His leg burned and could barely take his weight, but he refused to let the pain show. The guards were laughing cruelly behind him, and kept jabbing his wound with the barrel of their guns.

"Not so tough now, are you?" This set off a new round of unpleasant laughter.

Whisper faced straight ahead. One of his lenses was damaged, scratched so much that he barely see out of it. They stopped, facing a bare metal door. One of the guards stepped forward and keyed in a code. Whisper watched his hands, committing the pattern to memory.

"In here freak," One of the guards spat.

Whisper was shoved forward, into a long, thin room, the walls lined with small chambers. Each chamber was equipped with a set of powerful looking restraints. The nearest chamber was open, and Whisper was unceremoniously flung in. Two of the guards clambered in, and locked his wrists into the restraints, so that they were kept behind him, affixed to the wall. The guards left, and the container sealed shut, so that the ceiling was angled to such a degree that it was impossible to stand. He had to constantly kneel, or sit in an uncomfortable crouch, which would become excruciating after a long period of time.

His eyes narrowed.

"_What have I got myself into this time?" _

…

Black Cat was being led down a corridor, by none other than Richard Fisk.

"I must say that your decision to join us will be highly beneficial to us both."

"I do hope so," Black Cat replied.

"But first, I have something to show you, my dear."

"Oh? And what might that be?" Black Cat asked, her interest piqued.

Fisk flashed a mysterious smile, "You'll see."

The door behind him slid open, and the room filled with the tiny cells was revealed.

"Richard, what?" Black Cat started, but then her eyes fell on Whisper's cell. He was knelt, his head bowed, his arms pulled tight behind him. She rushed over to the cell, and knelt, placing both hands against the transparent ceiling. Whisper looked up, and his eyes narrowed down to slits of pure contempt. She felt that, even though he was locked away, Whisper was one of the most powerful people in this room. She looked into his eyes, and felt a wave of guilt.

"_He doesn't deserve this." _

"I'm sorry," she mouthed.

Whisper looked away.

Fisk observed the proceedings with a small smile twisting his face.

…

Richard Fisk strode into Dr Herbet Landon's laboratory.

"Is the package complete Doctor?" Fisk demanded.

"To the best of my abilities, yes," Landon replied, But, these will not be the same as the ones devised by Octavious."

"No matter," Fisk said, "As long as they can get me Spiderman."

Landon hefted a small, oblong device from a workbench.

"It's made from carbon-fibre/titanium weave, so it's immensely strong, it also makes it incredibly light," He enthused, "The arms are titanium, and are completely retractable, and when fully compacted it's small enough to fit into a briefcase."

"Excellent work Doctor, I'll see to it that you are further rewarded," Fisk said, "But for now, the Kingpin has another job for you. He needs to see you."

Landon swallowed.

"I have to see the Kingpin?" He stammered.

"Indeed."

Landon took a deep breath, and left the lab, Fisk's eyes following him as he exited.

…

–

_**Two Days Later**_

–

Spiderman swung across the streets of Manhattan, silhouetted against the setting sun. He was heading toward the warehouse, which served as Whisper's hideout. Dreamer was to meet him there. He hadn't found Whisper yet, even though he'd been searching for days now. He'd barely slept, and now his school work was going downhill because of it. He sighed, then he spotted the warehouse, Dreamer sitting on the pile of girders. His eyes narrowed.

Why was she waiting _outside?_ She should be inside, so that she attracted no unwanted attention.

He landed lightly in front of her, and she slid off the metal.

"Anything?"

Spiderman shook his head. Then he noticed something about Dreamer, her eyes. She looked nervous, and guilty.

"Dreamer, what's wrong?" he asked, in a concerned tone.

"I'm sorry Spider," she said quietly.

"What? What have you done?" Spiderman demanded urgently.

"I can answer that!" A metallic voice, said maliciously behind him.

Two thin, snake-like tentacles wrapped themselves around Spiderman's chest, and squeezed.

"No!" Spiderman gasped, "How can it be you?"

"Yes, Doctor Octopus is back," The voice said, as the owner flipped Spiderman to face him.

"Well," he conceded, "Not exactly."

This new Doctor Octopus was far more sinister. He was dressed in a long black trench coat, with a black jump-suit underneath. He wore a dark mask, which completely hid his face. It resembled a gas mask, just lacking the eye holes. The tentacles were different too, more industrial looking, more segmented. The claws ended in pointed spikes. One of the tentacles leisurely reached up to Spiderman's face and snapped at his mask.

"Woah, easy now," Spiderman said, as he struggled against his bonds,"I make this myself."

The new Doctor Octopus lifted Spiderman high into the air.

"We have business Spiderman," Doctor Octopus II said.

"Do I have to go? You see, a suit and tie really clashes with red and Blue."

"Oh, don't worry," Doctor Octopus II said, in a dangerously, "It won't take long, and you may not survive the outcome."

"Well, that's cheery," Spiderman muttered, and he pushed against the arms with all his strength, "But, I'm outta here."

The tentacles hold broke, and Spiderman leapt out, scuttling onto the new Doctor Octopus' back.

"You supervillians never learn," Spiderman sighed.

"Incorrect," The new Doctor Octopus said, as he reached behind him, and sprayed Spiderman with a sleeping gas, "_I _have learned a great deal from your previous encounters."

Dreamer looked on in horror as Spiderman was carried away. She raced up to Doctor Octopus, but he lazily smacked her away with one of his tentacles.

Dreamer shook her head to clear it, as Doctor Octopus swiftly scaled the side of an office block and disappeared.

…

Whisper was absorbed in a deep meditative state, when the roof of his prison slid open.

"Come on freak," One of the guards said roughly, "Kingpin wants to see you."

Whisper was pulled out of the chamber, and shoved down a corridor. He was frog-marched to another door, which opened into a huge chamber.

Two men in white coats were scurrying around, hurriedly preparing a huge machine. There was only one other person in the room. An immensly tall and wide man, dressed in a white suit. He carried a large cane, and was wearing a balaclava. Whisper was forced into the room, and the door sealed behind him.

"Good evening Whisper," The huge man said warmly, "I, as you have probably guessed, am The Kingpin."

Whisper ignored him, as surveyed the room. He noted the two men, and imagined that he could get to one, and use him as a bargaining chip to get out.

Kingpin must have guessed what he was thinking.

"I would advise against attacking the Doctors, they are most valuable to me, and I could stop you easily before you even took two paces."

"So you guessed my plan, but what's yours Kingpin? Why do you need me?" Whisper inquired softly.

"Not just you," Kingpin replied, "If all has gone well, then the second piece of the puzzle should be arriving, well, now."

Just as the Kingpin's mouth closed, a panel in the wall slid away. Whisper caught a glimpse of a Manhattan sunset.

"_So, we're still in Manhattan, good to know," _Whisper noted silently.

The second Doctor Octopus had clambered through the hole, he was carrying the unconscious Spiderman.

"Excellent work Richard," The Kingpin said, and he gestured with one hand, "Commence."

The Kingpin turned back to Whisper, "You see, Doctors Landon and Warren here are experts in the field of genetic mutation. Dr Landon has the added bonus of being an astounding engineer."

Landon took up the explanation, "You see, Warren and I have rediscovered the technology that created villians such as Sandman and the Rhino. But now, thanks to our combined effort, we have considerably improved the process."

Doctor Octopus approached Landon, "I have the sample."

"Excellent, we may begin."

Ladon lifted the sample from Doctor Octopus' grasp, and examined it. It was a small vial, filled with Spiderman's blood.

"With this, we should be able to transfer some of Spiderman's powers to others, and with our own modifications, we could create the perfect super soldier."

"Do not promise anything yet Landon," Warren cautioned, "We have yet to see if it works."

"And, this is why I'm here," Whisper said, his eyes narrowing, "I'm the guinea pig."

Doctor Octopus grabbed Whisper from behind, holding aloft in his tentacles.

"Where do you want him Landon?" He growled.

Landon led Doctor Octopus to a small platform, it had metal cuffs on the four corners.

"Fantastic, more restraints," Whisper muttered.

Whisper was forced onto the platform, and Doctor Octopus held him down, whilst Landon secured him.

"We are ready to begin," Landon called.

Warren nodded, and pulled a lever on a bank of computers. The platform lifted, and rotated so it faced forward. A laser-esque device swung down the ceiling, and pointed at Whisper.

Warren loaded Spiderman's blood sample, and typed in a formula, then he activated the laser.

A blue beam shot out and struck Whisper, and it enveloped him.

"Begin the DNA resynthesis," Landon ordered. Warredn nodded, pressed a button, and Whisper screamed. Spiderman was abruptly awoken, and he quickly scaled the wall.

"Whisper!" he yelled.

"Get him!" Kingpin ordered, and Doctor Octopus leapt at Spiderman, his tentacles outstretched.

"20 seconds until resynthesis is complete!" Warren bellowed above the noise of the machine.

"_Resynthesis?" _Spiderman wondered. Then an armoured tentacle shout and, and Spiderman dived out of the way. He blinded Doctor Octopus by covering his face in webs, before he leapt down in front of Landon.

"Turn it off!" he shouted, grabbing Landon by the collar.

"I can't, it could kill him if we do."

Spiderman's eyes narrowed.

"Five seconds 'till completion," Warren yelled, "Three, two, one! Disabling power cycle."

The beam died, and the noise abruptly ended. Whisper hung limply, his eyes half closed, supported only by his restraints.

Spiderman leapt towards him, ripping away the bonds. He lifted Whisper into his arms, and turned back.

"I'm taking him," He told the room, "You're welcome to try stop me, but I wouldn't advise it."

Spiderman strode to the hole where Doctor Octopus had entered, and left. Doctor Octopus made to follow him, but a huge hand was laid on his shoulder.

"Let him go," Wilson Fisk said, as he pulled off his balaclava, "If all has gone well, then Spiderman will have more that enough troubles as is."

* * *

_And, I've done it again, another cliffhanger, sort of. (this is becoming a bad habit)._

_I'll hopefully get the next chapter up sometime around new year. _

_..._

_I do not own the character **Hazardous Dreamer. **All credit for her creation goes to KaimlertheDreamer. _

_Profile: _ u/5302295/KaimelarTheDreamer

_The Spectacular Spiderman fanfiction, "__**A New Superhero" **__(Written by KaimlertheDreamer): s/9856045/1/A-New-Super-Hero  
_


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